New York Codes, Rules and Regulations
Title 3 - BANKING
Chapter I - GENERAL REGULATIONS OF THE SUPERINTENDENT
Part 25 - Meetings Of Stockholders Of Certain Commercial Banks
Section 25.1 - Findings of banking board

(a) that the policy of this State to protect the public interest and the interests of stockholders of a corporate banking organization requires that there be full disclosure to its stockholders of the material and significant facts relating to the management and condition of the banking organization necessary to enable an intelligent and responsible vote in the election of directors;

(b) that the policy of this State to protect the public interest and the interests of depositors, creditors and stockholders of a corporate banking organization may, on the other hand, require that there not be full disclosure that the superintendent has issued an order to such banking organization pursuant to Banking Law, section 39, or full disclosure of the results of any examination or investigation upon which it is based because full disclosure in either case might tend to undermine public confidence in such banking organization;

(c) that compliance with the requirement of Banking Law, section 6002, that each corporate banking organization hold a stockholders' meeting for the election of directors within the first four months of its calendar year may precipitate an irreconcilable conflict between the policies described in findings (a) and (b) above; and

(d) that such a conflict would constitute an unusual and extraordinary circumstance necessitating a variation from the requirements of Banking Law, section 6002.